Observations of molecular changes in patient tissues or caused by genetic or experimental manipulations in mice and cancer cells in culture critically depend on histological and immunohistological analyses in cells and tissues through advanced imaging techniques. The mission of the Cell Imaging and Histopathology Shared Resource is to provide state-of-the-art imaging and histopathology tools, training, and services to Cancer Center researchers. The Shared Resource is divided into two adjacent Facilities: 1) The Cell /mag/ng facility houses four confocal microscopes and five additional fluorescence microscopes. All the microscopes are equipped with advanced digital cameras and image analysis software. Available systems include laser scanning confocal microscopes with single and multi-photon lasers, as well as a spinning disk confocal microscope for extended live cell imaging. Time-lapse imaging systems are available to study cell motility, proliferation, and differentiation, with FRET and TIRF systems to image intracellular dynamic interactions. A full range of wide-field imaging approaches are also supported. The facility transmission electron microscope service provides analysis of cell and tissue ultrastructure. Facility staff maintains the imaging equipment and provides investigator training and support for imaging and image analysis, as well as imaging service, and active development of new imaging tools. 2) The Histopathology facility offers the preparation, sectioning, staining and analysis of tissue samples for histological and histopathological analyses and probe-specific detection of cellular and molecular changes in tissue sections. For analysis of identified cells or cell groups within tissue sections, the facility offers Laser Capture Microdissection services. An automated slide scanning system affords efficient histological data acquisition, image archiving, analysis and quantitation. A staff pathologist with expertise in both human and mouse specimens provides consultation, as well as assistance with tissue microarrays. The Facility staff provides consultation, user training, development and dissemination of imaging-, histology- and immunohistochemical protocols, and assistance with instrumentation for efficient histology data documentation, analysis and storage. The Shared Resource supported the studies of 35 Cancer Center Members in the past year, and is essential to advance the understanding of molecular and cellular events leading to cancer development and spreading. Overall, $185,234 in CCSG support is requested in the first year, representing 18.4% of the total projected annual operating budget.